Pinnacle Foods Completes Acquisition Of Boulder Brands

PARSIPPANY, N.J., Jan. 15, 2016 /PRNewswire/ -- Pinnacle Foods Inc. (NYSE: PF) ("Pinnacle") announced today the completion of its acquisition of Boulder Brands, Inc. (NASDAQ: BDBD) ("Boulder"). Following the completion of its successful tender offer to purchase all outstanding Boulder shares for $11.00 per share in cash, Pinnacle acquired all remaining Boulder shares through a merger under Section 251(h) of the General Corporation Law of the State of Delaware.

At the effective time of the merger, all remaining shares of Boulder common stock not tendered into the tender offer and not owned by Pinnacle were converted into the right to receive $11.00 in cash, which is the same price that was paid in the tender offer. As a result of the transaction, Boulder has become a wholly owned subsidiary of Pinnacle.

Cravath, Swaine & Moore LLP is acting as legal counsel to Pinnacle and Perella Weinberg Partners LP is acting as its financial advisor.

This press release may contain forward-looking statements, which describe or are based on current expectations; in particular, statements relating to the company's tender offer for Boulder. Actual results may differ materially from these expectations. In addition, any statements that are not historical fact (including statements containing the words "believes," "plans," "anticipates," "expects," "estimates," "will," and similar expressions) should also be considered to be forward-looking statements. The company undertakes no obligation to publicly update any forward-looking statement, whether as a result of new information, future events, or otherwise. Forward-looking statements in this document should be evaluated together with the many uncertainties that affect our businesses, particularly those mentioned in the risk factors and other cautionary statements in our 2014 Annual Report on Form 10-K and in our other reports filed with the Securities and Exchange Commission.